HomeMy WebLinkAbout25M - AGMT - HIGHWAYREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
AUGUST 15, 2017.
TITLE:
APPROVE A FREEWAY AGREEMENT
WITH THE STATE OF CALIFORNIA FOR 11-
5 HOV PROJECT AND COOPERATIVE
AGREEMENT WITH ORANGE COUNTY
TRANSPORTATION AUTHORITY FOR
PROJECT SUPPORT SERVICES
[NON -GENERAL FUND]
{STRATEGIC PLAN NO. 6, 1)
CITY MKNAGER
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
APPROVED
❑ As Recommended
❑ As Amended
❑ Ordinance on 16` Reading
❑ Ordinance on 2nd Reading
❑ Implementing Resolution
❑ Set Public Hearing For
CONTINUED TO
FILE NUMBER
1. Authorize the City Manager and Clerk of the Council to execute a freeway agreement with the
State of California, Department of Transportation (CalTrans) for the 1-5 Central Corridor
Freeway High Occupancy Vehicle Project, subject to nonsubstantive changes approved by
the City Manager and City Attorney.
2. Authorize the City Manager and Clerk of the Council to execute a cooperative agreement with
the Orange County Transportation Authority (OCTA) for the 1-5 Central Corridor Freeway
HOV Project, subject to nonsubstantive changes approved by the City Manager and City
Attorney.
DISCUSSION
The Interstate 5 (1-5) will undergo improvements between State Route 55 (SR -55) and State
Route 57 (SR -57) to reduce freeway congestion and improve travel time by adding a second
high -occupancy vehicle (HOV) or carpool lane in each direction. The improvements will generally
occur within the existing freeway right-of-way, with some modifications to the interchange at Main
Street. The existing northbound and southbound carpool on/off-ramps at Main Street will be
removed to accommodate the additional freeway lanes. The proposed improvements have been
shared with the public in several outreach meetings during the Project Approval/Environmental
Document (PA/ED) Phase over the last six years.
The final engineering and design phase is nearing completion. Construction is scheduled to
begin in 2018 and be completed in 2020. Staff from OCTA and Caltrans will continue to
coordinate with the City of Santa Ana during the construction phase, and any temporary closures
affecting City streets will be completed as night work. This $42.5 Million construction project is
funded by Measure M2, State Transportation Improvement Program, and Regional State
Transportation Program funds.
25M-1
1-5 HOV Project Freeway Agreement with Caltrans and Cooperative Agreement with OCTA
August 15, 2017
Page 2
The project requires that the City of Santa Ana and Caltrans enter into a new freeway agreement
(Exhibit 1). This agreement summarizes each agency's rights and responsibilities where City
streets interface with Caltrans' freeway ramps. These are standard agreements that are regularly
processed between Caltrans and Local Agencies which have access to and from freeways within
their jurisdictions. These agreements must occasionally be revised, amended, or changed to
accommodate updated operational plans for traffic. The new agreement will supersede prior
freeway agreements from 1943, 1987, and 1994, and will reflect the configuration of the modified
Main Street interchange on/off-ramps.
The City of Santa Ana and OCTA will also enter into a cooperative agreement to clarify the
funding for signage and operational support services related to the Project's freeway signs on the
1-5, SR -57, and within the City's right-of-way that will be installed and maintained (Exhibit 2).
Additional signs were agreed to during the PA/ED phase to help alert drivers heading
southbound on the 1-5 and SR -57 of the point by which they need to exit the carpool lanes with
the goal to effectively guide them to Santa Ana's southbound off ramps at Broadway and at Main.
STRATEGIC PLAN ALIGNMENT
Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities &
Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City
assets).
ENVIRONMENTAL IMPACT
Caltrans is the lead agency which processed the California Environmental Quality Act and
National Environmental Policy Act documents in April 2015. The 2015 Initial Study and Negative
Declaration/Environmental Assessment had a Finding of No Significant Impact and there are no
additional environmental impacts associated with this action. These documents may be viewed
at the following link: http://www.dot.ca.gov/distl2/DEA/OC890
FISCAL IMPACT
There is no fiscal impact associated with the recommended action.
'Fred Mousavipour
Executive Director
Public Works Agency
FM/NEG/MS
Exhibits: 1. City and Caltrans Freeway Agreement
2. City and OCTA Cooperative Agreement
25M-2
12 — ORA - 5 - 30.5/34.6
In the City of Santa Ana
On Route 5 from the Southerly Limit near
Main St, to Northerly Limit near Santa Ana
FREEWAY AGREEMENT
THIS AGREEMENT, made and entered into on this day of
20 , by and between the STATE OF CALIFORNIA acting by
and through the Department of Transportation (herein referred to as "STATE"), and the
City of Santa Ana (herein referred to as "CITY'),
WITNESSETH:
WHEREAS, the highway described above has been declared to be a freeway by
Resolution of the California Highway Commission on October 28, 1939, and July 7, 1943;
and
WHEREAS, STATE and CITY have entered into a Freeway Agreement dated March
16, 1987, relating to that portion of State Highway Route 5 from Main Street to 0.2 miles
north of Fourth Street, and Route 55 from 0.1 mile south of Fourth Street and Seventeenth
Street.
WHEREAS, STATE and CITY have entered into a Freeway Agreement dated
November 21, 1994, relating to that portion of State Highway Route 5 from 0.2 mile north
of Fourth Street to the Santa Ana River, Route 22 from the westerly City limit near Bristol
Street to Main Street, and Route 57 from Route 22 to Route 5; and
WHEREAS, a revised plan snap for such freeways has been prepared showing the
proposed plan of the STATE as it affects streets of the CITY; and
WHEREAS, it is the mutual desire of the parties hereto to enter into a new Freeway
Agreement in accordance with the revised plan of said freeways;
NOW, THEREFORE, IT IS AGREED:
1. This agreement supersedes in its entirety said Freeway Agreement, dated
March 16, 1987 for State Highway Route 5 only.
2. This Agreement supersedes in its entirety said Freeway Agreement, dated
November 21, 1994, for State Highway Route 5 only.
3. CITY agrees and consents to the closing of CITY streets, relocation of CITY
sheets, construction of frontage roads and other local streets, and other construction
Exhibit 1
25M-3
12 — ORA - 5 - 30.5/34.6
In the City of Santa Ana
On Route 5 from the Southerly Limit near
Main St, to Northerly Limit near Santa Ana
affecting CITY streets, all as shown on the plan map attached hereto, marked Exhibit A,
and made a part hereof by reference.
4. The obligations of STATE and CITY with respect to the funding and construction
of the freeway project will always be dealt with in separate Cooperative Agreement(s)
between the parties, and any amendments thereto, or Encroachment Permits issued to
CITY. The parties responsible for the construction of the freeway shall make any changes
affecting CITY streets only in accordance with the plan map attached hereto, marked
Exhibit A.
5. The obligations of STATE and CITY with respect to the acquisition of the rights
of way required for the construction, reconstruction, or alteration of the freeway and CITY
streets, frontage roads, and other local streets will always be dealt with in separate
Cooperative Agreement(s) between the parties, and any amendments thereto or
Encroachment Permits issued to CITY.
6. It is understood between the parties that the bights of way may be acquired in
sections or units, and that both as to the acquisition of right of way and the construction of
the freeway project, the obligations of STATE and CITY hereunder shall be carried out at
such time and for such unit or units of the project as funds are budgeted and made lawfully
available for such expenditures.
7. CITY will accept control and maintenance over each of the relocated or
reconstructed CITY streets, any frontage roads, and other local streets constructed as part
of the project, on receipt of written confirmation that the work thereon has been completed,
except for any portion which is adopted by STATE as a part of the freeway proper. If
acquired by STATE, CITY will accept title to the portions of such streets lying outside the
freeway limits upon relinquishment by STATE.
8. This Agreement may be modified at any time by the mutual consent of the parties
hereto, as needed to best accomplish, through STATE and CITY cooperation, the
completion of the whole freeway project for the benefit of the people of the STATE and of
the CITY.
2
25M-4
12 — ORA - 5 - 30.5/34.6
In the City of Santa Ana
On Route 5 from the Southerly Limit near
Main St, to Northerly Limit near Santa Ana
IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract
on the day and year first above written.
ATTEST:
MARIA D. HUIZAR
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
7
✓V
J N M. FUNK
Assistant City Attorney
STATE OF CALIFORNIA
Department of Transportation
MALCOLM DOUGHERTY
Director of Transportation
M
RYAN CHAMBERLAIN
District 12 Director
APPROVED AS TO FORM:
Attorney (State)
CITY OF SANTA ANA
CYNTHIA J. KURTZ
Interim City Manager
RECOMMENDED FOR APPROVAL:
FRED MOUSAVIPOUR
Executive Director, Public Works Agency
3
25M-5
MIBIT A
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
COOPERATIVE AGREEMENT NO. C-7-XXXX
BETWEEN
ORANGE COUNTY TRANSPORTATION AUTHORITY
AND
CITY OF SANTA ANA
FOR
1-5 HOV IMPROVEMENT PROJECT
THIS COOPERATIVE AGREEMENT (Agreement), is effective this day of
20 _, by and between the Orange County Transportation Authority, 550 South
Main Street, P.O. Box 14184, Orange California 92863-1584, a public entity (herein referred to as
"AUTHORITY") and the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701, a charter
city and municipal corporation duly organized and existing under the constitution and laws of the State of
California (herein referred to as "CITY'), each individually known as "Party" and collectively known as the
"Parties".
RECITALS:
WHEREAS, AUTHORITY, in cooperation and partnership with the California Department of
Transportation, herein referred to as "STATE", is proposing to reduce congestion and improve lane
continuity through the Interstate 5 (1-5) corridor with improvements to mainline on 1-5 between State
Route 55 (SR -55) and State Route 57 (SR -57).
WHEREAS, the improvements are generally defined as adding one High -Occupancy -Vehicle
(HOV) lane from SR -55 to SR -57, and other additional geometric improvements, including the removal
of the HOV Ramp at Main Street, all of which are hereinafter referred to as "PROJECT". AUTHORITY
will use a design -bid -build method of delivery for the procurement, design, and construction of
PROJECT and shall prepare contract documents (CONTRACT DOCUMENTS) to procure a design -
build team herein referred to as "CONTRACTOR"; and
Exhibit 2
2511 21of 12
COOPERATIVE AGREEMENT NO. C-7-XXXX
1 WHEREAS, this Cooperative Agreement defines the specific terms, conditions, and funding
2 responsibilities between the AUTHORITY and CITY for completion of final design and construction
3 associated with PROJECT; and
4 WHEREAS, AUTHORITY is the sponsor and the primary funding agency for PROJECT; and
5 WHEREAS, PROJECT is located within and adjacent to the CALTRANS right-of-way in the City
6 of Santa Ana and County of Orange; and
7 WHEREAS, AUTHORITY has contracted with T.Y. Lin International as the Final Design
8 Consultant for this PROJECT, to assist with the design and construction phases of PROJECT; and
9 WHEREAS, AUTHORITY has contracted with California Department of Transportation
10 ("Caltrans") to administer the construction phase of for this PROJECT, to assist with the administration
11 and oversight of the procurement, and construction phases of PROJECT; and
12 WHEREAS, AUTHORITY will reimburse CITY for actual costs for CITY SERVICES, as related to
13 Improvements within CITY, and defined as:
14 . Procurement, Installation and Maintenance of six (6) brown Wayfinding Signs to be
16 installed within the City of Santa Ana on North Broadway, West Santa Clara and West
16 Buffalo Avenues.
17 • Review and concurrence of Transportation Management Plan (TMP)
18 • Traffic and design engineering, and oversight detour inspections
19 + CITY police services
20 WHEREAS, CITY's City Council approved this Agreement on the day of
21 20__; and.
22 WHEREAS, AUTHORITY's Board of Directors authorized this Agreement on the day of
23 , 20_.
24 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as follows;
25
26
Page 2 of 12
25M-8
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
COOPERATIVE AGREEMENT NO. C-7-XXXX
ARTICLE 1. COMPLETE AGREEMENT
A. This Agreement, including any attachments incorporated herein and made applicable by
reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this
Agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings,
and communications. The invalidity in whole or in part of any term or condition of this Agreement shall
not affect the validity of other term(s) or conditions(s) of this Agreement. The above referenced Recitals
are true and correct and incorporated by reference herein.
B. AUTHORITY's failure to insist on any instance(s) of CITY's performance of any term(s) or
condltion(s) of this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's
right to such performance or to future performance of such term(s) or condition(s), and CITY's obligation
in respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall
not be binding upon AUTHORITY except when specifically confirmed in writing by an authorized
representative of AUTHORITY by way of a written amendment to this Agreement and issued in
accordance with the provisions of this Agreement.
C. CITY's failure to insist on any instance(s) of AUTHORITY's performance of any term(s) or
condition(s) of this Agreement shall not be construed as a waiver or relinquishment of CITY's right to such
performance or to future performance of such term(s) or condition(s), and AUTHORITY's obligation in
respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall not
be binding upon CITY except when specifically confirmed in writing by an authorized representative of
CITY by way of a written amendment to this Agreement and Issued in accordance with the provisions of
this Agreement.
ARTICLE 2. SCOPE OF AGREEMENT
This Agreement specifies the roles and responsibilities of the Parties as they pertain to the
subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will cooperate and
coordinate with the other in all activities covered by this Agreement and any other supplemental
agreements that may be required to facilitate purposes thereof,
Page 3 of 12
25M-9
COOPERATIVE AGREEMENT NO. C-7-XXXX
1 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY
2 AUTHORITY agrees to the following responsibilities for PROJECT:
3 A. To be the sponsor and funding agency to manage and administer the contract for
4 PROJECT, which includes providing staff to manage final design and oversee STATE's construction of
5 the PROJECT.
6 B. To perform right-of-way acquisition and right-of-way certification for PROJECT performed
7 by STATE.
8 C. To reimburse the CITY for its actual costs for oversight detour inspections, traffic and
9 design engineering services (including staff overhead and third party traffic signal maintenance service
10 costs contracted out by CITY), and police services (including overtime costs). Ongoing deployment
11 of police services related to PROJECT traffic management will require prior approval by AUTHORITY.
12 Such traffic engineering, oversight detour inspections, and police services (CITY SERVICES) shall be
13 in accordance with current standards, and reimbursable to CITY by this Agreement.
14 D. To prepare a Transportation Management Plan (TMP) for City review that addresses
15 construction -related impacts to existing CITY street traffic. The TMP will include normal traffic
16 handling requirements during PROJECT construction including staging, lane closures, re -striping,
17 detours and signalzation, and will specify requirements for communicating with the public and local
18 agencies during construction. AUTHORITY will adhere to and will require STATE to adhere to the
19 approved TMP.
20 E. To require CONTRACTOR to obtain a no fee encroachment permit from CITY prior to
21 commencing construction of PROJECT, Provided all conditions of such permit have been fulfilled, the
22 permits shall authorize CONTRACTOR to commence workwithinCITY rig ht-of-way,orareas which affect
23 CITY FACILITIES.
24 F. To implement a Public Awareness Campaign during PROJECT that advises CITY, local
25 businesses, residents, elected officials, motorists, and media, of construction status, street detours, and
26 ramp and freeway closures, if and where applicable.
Page 4 of 12
25M-10
COOPERATIVE AGREEMENT NO. C-7-XXXX
1 G. To reimburse CITY for combined costs identified as "CITY SERVICES", and in
2 accordance with the attached SCHEDULE A, "REIMBURSEMENT SCHEDULE FOR COMBINED CITY
3 SERVICES"
4 H. To reimburse CITY for actual costs, within 30 days from receipt of an acceptable invoice,
5 which is complete, properly prepared and complies with the requirements of ARTICLE 5, REQUEST FOR
6 REIMBURSEMENT, below.
7 I. AUTHORITY's reimbursement for CITY SERVICES will not exceed the combined
8 maximum amount shown on SCHEDULE A, and which complies with the requirements of ARTICLE 7,
9 MAXIMUM OBLIGATION.
10 ARTICLE 4. RESPONSIBILITIES OF CITY
11 CITY agrees to the following responsibilities for PROJECT:
12 A. To collaborate and cooperate with AUTHORITY during the development of the final
13 design and construction of PROJECT.
14 B. To provide CITY SERVICES for PROJECT as agreed by CITY and AUTHORITY.
15 C. To make available to AUTHORITY all necessary CITY regulations, policies, procedures,
16 manuals, standard plans, and specifications required for the construction of PROJECT when requested
17 by AUTHORITY.
18 D. Upon award of a construction contract by STATE, to make reasonable efforts and devote
19 reasonable resources for the issuance of encroachment permits, and other necessary permits, if
20 applicable, to CONTRACTOR at no fee, and upon CONTRACTOR's compliance with permit
21 requirements, to not cause delay to PROJECT's construction schedule. Such permits shall authorize
22 CONTRACTOR to commence work within CITY right-of-way, or areas which affect CITY FACILITIES.
23 E. To make necessary efforts to coordinate and cooperate with AUTHORITY, its agents, and
24 contractors, to meet or exceed design -build schedule criteria as identified by AUTHORITY.
25 F. To submit monthly invoices to AUTHORITY for work completed and actual costs incurred
26 by CITY for CITY SERVICES, pursuant to ARTICLE 5. REQUEST FOR REIMBURSEMENT. CITY shall
Page 5 of 12
25M-11
COOPERATIVE AGREEMENT NO. C-7-XXXX
1 submit final invoice no later than ninety (90) days after final acceptance of PROJECT. Any costs in
2 excess of the amounts specified herein shall not be incurred without a written amendment to this
3 Agreement.
4 ARTICLES. REQUEST FOR REIMBURSEMENT
5 In order for CITY to be reimbursed for incurred costs relative to PROJECT, CITY agrees:
6 A. To prepare and submit to AUTHORITY a monthly invoice with supporting
7 documentation. CITY's invoice shall include allowable PROJECT costs incurred and paid for by CITY.
8 The invoice submitted by CITY shall be signed by an authorized agent who can duly certify the
9 accuracy of the included information.
10 B. The invoice shall be submitted on CITY's letterhead.
11 C. The invoice shall be submitted by CITY, and In duplicate, to AUTHORITY's Accounts
12 Payable Office. Each invoice shall include the following Information,
13 1. Agreement Number C-7-XXXX
14 2. The total of PROJECT expenditures shall specify the percent and amount of funds
15 to be reimbursed, and include support documentation for all expenses invoiced,
16 excluding the one-time, lump sum amount for reimbursement of pavement
17 mitigation.
18 3. Adequate detail describing all work completed, excluding pavement mitigation.
19 4. Such other information as requested by AUTHORITY.
20 D. To consult with AUTHORITY's Project Manager forquestions regarding non -reimbursable
21 expenses.
22 E. That total payments shall not exceed the maximum obligation specified in ARTICLE 7.
23 MAXIMUM OBLIGATION.
24 ARTICLE 6. DELEGATED AUTHORITY
25 The actions required to be taken by CITY in the implementation of this Agreement are delegated
26 to its CITY Public Works Agency Executive Director, or designee, and the actions required to be taken
Page 6 of 12
25M-12
COOPERATIVE AGREEMENT NO. C-7-XXXX
1 by AUTHORITY in the implementation of this Agreement are delegated to AUTHORITY's Chief Executive
2 Officer or designee.
3 ARTICLE 7, MAXIMUM OBLIGATION
4 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY
5 mutually agree that AUTHORITY's maximum cumulative payment obligation hereunder shall be Forty
6 Five Thousand dollars ($45,000).
7 ARTICLE 8. AUDIT AND INSPECTION
8 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally
9 accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized
10 representatives of the AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and
11 other data and records of CITY for a period of four (4) years after final payment, or until any on-going
12 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of
13 AUTHORITY's payment of CITY's final billing (so noted on the invoice) under this Agreement.
14 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above
15 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor or
16 consultant.
17 ARTICLE 9. INDEMNIFICATION
18 A. To the fullest extent permitted by law, CITY shall defend (at CITY's sole cost and expense
19 with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless
20 AUTHORITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties"), from
21 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
22 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
23 attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of
24 persons (CITY's employees included), for damage to property, including property owned by AUTHORITY,
25 or from any violation of any federal, state, or local law or ordinance, alleged to be caused by the negligent
26 acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection
Page 7 of 12
25M-13
COOPERATIVE AGREEMENT NO. C-7-XXXX
1 with or arising out of the performance of this Agreement.
2 B, To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole
3 cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold
4 harmless CITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties'), from
5 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
6 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
7 attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of
8 persons (AUTHORITY's employees included), for damage to property, including property owned by CITY,
9 or from any violation of any federal, state, or local law or ordinance, alleged to be caused by the negligent
10 acts, omissions or willful misconduct of AUTHORITY, its officers, directors, employees or agents In
11 connection with or arising out of the performance of this Agreement.
12 C. The indemnification and defense obligations of this Agreement shall survive its expiration
13 or termination.
14 ARTICLE 10. ADDITIONAL PROVISIONS
15 A. Term of Agreement: The term of this Agreement shall be in full force and effect through
16 December 31, 2021.
17 B. Termination: In the event either Party defaults in the performance of its obligations under
18 this Agreement or breaches any of the provisions of this Agreement, the non -defaulting Party shall provide
19 written notice to the defaulting Party to cure such default within 30 days of such default. If the default
20 cannot be cured within such time, as determined by the non -defaulting Party, then the defaulting Party
21 shall have such additional time as provided in the written notice or such time as the Parties may otherwise
22 agree in writing. In any event, the non -defaulting Party shall promptly take such actions as are reasonably
23 necessary to cure the default. If the default or breach is material and not cured within the time provided
24 herein, either Party has the option, in addition to any other remedies available at law, to terminate this
25 Agreement upon thirty (30) days' prior written notice to the other Party.
26
Page 8 of 12
25M-14
COOPERATIVE AGREEMENT NO. C-7-XXXX
1 C, Compliance with All Laws: AUTHORITY and CITY shall comply with all applicable federal,
2 state, and local laws, statues, ordinances and regulations of any governmental authority having
3 jurisdiction over the PROJECT.
4 D. Legal Authority: AUTHORITY and CITY hereto warrants that the persons executing this
5 Agreement are authorized to execute this Agreement on behalf of said Parties and that by so executing
6 this Agreement, the Parties hereto are formally bound to the provisions of this Agreement.
7 E. Severability: If any term, provision, covenant or condition of this Agreement is held to be
8 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the
9 remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or
10 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
11 F. Counterparts of Agreement: This Agreement may be executed and delivered in any
12 number of counterparts, each of which, when executed and delivered shall be deemed an original and all
13 of which together shall constitute the same agreement. Facsimile signatures will be permitted.
14 G. Force Majeure: Either Party shall be excused from performing its obligations under this
15 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable
16 cause beyond its control, including but not limited to; any incidence of fire, flood; acts of God;
17 commandeering of material, products, plants or facilities by the federal, state or local government; national
18 fuel shortage; or a material act or omission by the other Party; when satisfactory evidence of such cause
19 Is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond
20 the control and is not due to the fault or negligence of the Party not performing.
21 H. Assignment: Neither this Agreement, nor any of the Parties' rights, obligations, duties, or
22 authority hereunder may be assigned in whole or in part by either Party without the prior written consent
23 of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed
24 void and of no force and effect. Consent to one assignment shall not be deemed consent to any
25 subsequent assignment, nor the waiver of any right to consent to such subsequent assignment.
26 I. Governing Law: The laws of the State of California and applicable local and federal laws,
Page 9 of 12
25M-15
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18,
19
20
21
22
23
24
25
26
COOPERATIVE AGREEMENT NO. C-7-XXXX
regulations and guidelines shall govern this Agreement.
J. Litigation fees: In the event that either Party to this Agreement shall commence any legal
or equitable action to enforce or interpret this Agreement, the prevailing party shall be entitled to recover
its costs of suit, including reasonable costs and attorney's fees as determined by the court.
K. Notices: Any notices, requests, or demands made between the Parties pursuant to this
Agreement are to be directed as follows:
To CITY
To AUTHORITY
City of Santa Ana
Orange County Transportation Authority
Public Works Department
20 Civic Center Plaza, M-21, Santa Ana, California
92701
550 South Main Street
P.O. Box 14184
Orange, CA 92863-1584
Attention: Mr. Fred Mousavipour
Exec. Director Public Works Agency
Attention: Ms. Lydia Bilynsky
Principal Contract Administrator
Tel: (714) 647-5654
Tel: (714) 560-5568
Email: fmousavipour@santa-ana.org
Email:Ibilynsky@oota.net
This Agreement shall be made effective upon execution by both Parties.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-5-3613 to be
executed on the date first above written.
CITY OF SANTA ANA ORANGE COUNTY TRANSPORTATION AUTHORITY
A-
Cynthia Kurtz
Interim City Manager
in
Darrell Johnson
Chief Executive Officer
Page 10 of 12
25M-16
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
COOPERATIVE AGREEMENT NO. C-7-XXXX
ATTEST: APPROVED AS TO FORM:
0
Maria Huizar
City Clerk
APPROVAL RECOMMENDED:
0
Fred Mousavipour
Executive Director,
Public Works Agency
APPROVED AS TO FORM
ohn M. Funk
Assistant City Attorney
Dated:
0
James Donich
General Counsel
APPROVAL RECOMMENDED:
0
Dated:
Jim Beil, P.E.
Executive Director,
Capital Programs
Attachment: Schedule A —Reimbursement Schedule for Combined City Services
Page 11 of 12
25M-17
COOPERATIVE AGREEMENT NO, C-7-XXXX
1 SCHEDULE A
2 REIMBURSEMENT SCHEDULE FOR COMBINED CITY SERVICES
3
4 1. Procurement, Installation and Maintenance of six (6) Wayfinding Signs to be installed within
the City of Santa Ana on North Broadway, West Santa Clara and West Buffalo Avenues.
5 These signs will include the language "Discovery Cube".
6 Total Cost not to exceed $20,000
7 2. Review and concurrence of Transportation Management Plan (TMP), Traffic and design
8 engineering, and oversight detour inspections and CITY police services.
g Total Cost not to exceed $25,000
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
Page 12 of 12
25M-18